Transaction Agreements for Exit

Q: How is this different from your general transaction agreements service?

The general service covers deal documents broadly for both investment and sale scenarios, while this focuses specifically on the exit from the seller's perspective, with particular attention to warranties, indemnities, and post-closing exposure.

Q: Why do warranties and indemnities matter so much on exit?

They determine what you remain responsible for after the sale. Broad warranties or open-ended indemnities can expose you to claims that reduce net proceeds long after closing, so getting their scope and limits right protects the value you realise.

Q: What is your role if lawyers draft the documents?

We focus on the financial and commercial substance, ensuring price, payment terms, and protections are correctly reflected and that you understand key clauses, working alongside legal counsel who handle the legal drafting.

Q: Can you review a buyer's draft agreement for me?

Yes. Buyers often draft first in their favour. We review exit agreements from a financial and commercial standpoint to check terms, consideration, and risk allocation serve your interests, flagging concerns for you and your legal counsel.

Exit-Focused Deal Agreements That Protect Sellers and Lock in Your Value

When you exit a business or investment, the agreements that document the sale are where your hard-won value is either protected or put at risk. Share purchase agreements, deeds of sale, and the exit provisions within shareholders' agreements determine your price, payment terms, warranties, indemnities, and what you remain liable for after closing. On the sell side in particular, the details of these agreements — such as the scope of warranties and indemnities — can significantly affect how much of the proceeds you actually keep and for how long you carry risk.

Our transaction agreements for exit service supports the financial and commercial content of your exit documents from a seller's perspective — helping ensure the agreed price, terms, and protections are captured accurately and your post-closing exposure is understood. We work alongside legal counsel on the drafting. This service complements our transaction advisory for exit, transaction agreements, and due diligence for exit support.

Our Transaction Agreements (Exit) Services

Share Purchase Agreements

Support with SPAs from the seller's side for the sale of shares.

Exit Provisions Review

Reviewing exit-related clauses in shareholders' and related agreements.

Warranties & Indemnities

Advising on the financial impact and scope of warranties and indemnities.

Consideration & Payment Terms

Ensuring price, earn-outs, and payment terms are captured correctly.

Post-Closing Exposure

Helping you understand liabilities and obligations that survive the deal.

Legal Coordination

Working alongside legal counsel to finalise the exit documents.

Benefits of Exit-Focused Transaction Agreements

Your agreed price and terms captured accurately in the documents
A clear view of warranties, indemnities, and post-closing exposure
Protection of the value you have negotiated on exit
Payment terms and earn-outs reflected correctly
Coordinated financial and legal input on your exit documents
Confidence and clarity as you sign and close

Frequently Asked Questions

What are transaction agreements for exit?

These are the agreements that document a sale or exit — principally share purchase agreements, deeds of sale, and the exit-related provisions of shareholders' agreements. They set out your price, payment terms, warranties, indemnities, and post-closing obligations, and are where the value you negotiate is protected or exposed.

How is this different from your general transaction agreements service?

Our general transaction agreements service covers deal documents broadly, including both investment and sale scenarios. This service focuses specifically on the exit, viewed from the seller's perspective — with particular attention to warranties, indemnities, and post-closing exposure that most affect a seller's net outcome.

Why do warranties and indemnities matter so much on exit?

Warranties and indemnities determine what you, as seller, remain responsible for after the sale. Broad warranties or open-ended indemnities can expose you to claims that reduce your net proceeds long after closing. Getting their scope and limits right is central to protecting the value you realise from the exit.

What is your role if lawyers draft the documents?

We focus on the financial and commercial substance — ensuring the agreed price, payment terms, and protections are correctly reflected and that you understand the financial impact of key clauses — and we work alongside legal counsel who handle the legal drafting, so the documents are both commercially accurate and legally sound.

Can you review a buyer's draft agreement for me?

Yes. Buyers often prepare the first draft in their favour. We review exit agreements from a financial and commercial standpoint to check the terms, consideration, and risk allocation serve your interests, flagging concerns for you and your legal counsel to negotiate before you sign.

Protect Your Value on the Way Out

Exit-focused transaction agreement support that captures your terms and limits your exposure.